You'll Be In My Heart
by Ruth Joyce
Summary: The twelfth Doctor goes to visit his old friend Sarah Jane Smith, but accidentally arrives on the one day he didn't want to see. A tribute to Liz Sladen. Rated K plus for grief.
1. Chapter 1: You'll Be In My Heart

**An: this one-shot (with a sequel) is dedicated to the very talented actress Elizabeth Sladen, who played Sarah Jane on Doctor Who and some of its spinoffs. Yeah, the tribute is a few years late, but I didn't know who she was until this past spring (2014), when I started watching Doctor Who (and my life changed forever). Only after I had seen a few of her episodes in Doctor Who and the Sarah Jane adventures did I truly feel the sadness and grief Whovians felt in 2011 when she passed. So I wrote her a little fanfiction tribute. It's a one-shot, but it's a long one-shot. **

**I warn you, it's sad. It'll probably make you cry. But if you do read it all the way to the end, leave a comment and let me know what you thought, and ways I can improve it. I won't have an authors note at the end because I feel like its a proper ending as it is. SPOILERS FOR THE SEASON NINE FINALE OF DOCTOR WHO! Now this has gotten too long, so I'll leave you alone now.**

**Disclaimer: I do not own the rights to Doctor Who, the Sarah Jane adventures, or any of the characters mentioned. They belong to the BBC. Only the story, Mr. Wood, and Rose Smith are mine. I also do not own the rights to the song "You'll Be In My Heart," by Phil Collins, which is where I got the name.**

* * *

Every companion has an end to their story. The Doctor knew this.

Rose had been trapped in a parallel world with a Metacrisis version of his eleventh self. She was loved and she was happy. Mickey and Martha were happily married and fighting stray aliens together. Donna, now Donna Temple-Noble, was also married, to Shaun, and had a daughter of her own now. Although she felt like something was missing, she was more or less happy. Amy and Rory had lived out the rest of their days peacefully in New York. They had been happy, Amy had told him so in her letter. River Song was living in a digital world where she could never die. She was happy to be with her team and take care of Charlotte Abigail Lux and her friends.

Everyone's story had to end sometime. People came and went. The Doctor knew this better than anyone in the universe.

Still, losing Clara hurt. He didn't even know who she was, but he missed her more than words could say. His Impossible Girl, that's what he nicknamed her. From the holes left in his memories, the Doctor knew how much she had been involved in his life. Someone had come to stir him back into the world after Amy and Rory left. Someone had helped him _save_ Gallifrey instead of destroy it. And now…her tale had ended.

The Doctor wasn't quite ready for a new companion. But he didn't want to travel on his own again either. He supposed he could visit a previous companion, but not many could take the shock of seeing him regenerate again.

Except one…

* * *

"Call him," Luke Smith said suddenly.

"Call who, Luke?" Mr. Smith, the giant supercomputer, asked politely.

"You know who, the Doctor. You have his number from when the Daleks stole the earth."

"I do not think it will work."

"Just try!" Luke pleaded. "Mom wants him."

Mr. Smith hesitated, then proceeded to dial the number. Before he could finish, however, Sarah Jane, in the bedroom, heard the familiar wheezing and groaning of the tardis.

"He's here," she whispered.

Skye, sitting beside her mother, waited in breathless anticipation. She had never met the Doctor before and in spite of the situation was very excited to meet him at last.

The Tardis materialized in the bedroom, and Luke burst in, very relieved. The doors swung open and the Doctor stood in the doorway. He saw Sarah Jane reclining in a wheelchair, looking pale and older than usual. She smiled at him weakly.

"Sarah Jane!" He ran to her side. "What happened?"

"I had a stroke, Doctor. What happened to you?"

"Last regeneration. Things don't always go my way."

"You're Scottish," Sarah Jane said, amused.

"That I like. What do you think?"

"I like it fine."

"How are you doing?"

But Sarah Jane started coughing and didn't speak.

"She's dying, Doctor," Luke said. "We were just about to call you and see if you could come."

The color drained from the Doctor's face. Sarah Jane had always been there, through many, many regenerations. She was the one companion who had gotten used to that fact. He didn't want to lose her.

"You know, I think I'll come back on a different day," he suggested, hopping up and edging towards the tardis.

"You can't leave!" Sky exclaimed, outraged. "You have to help her!"

"Well, I clearly can't do anything," he said carelessly. "What's the point of me staying here? I've got a time machine. I'll just go back in time to a different day and visit you."

Sarah Jane reached out and feebly grasped his hand. "Don't leave me. Please, not again."

"Don't make me do this. I'm not ready," the Doctor said, on the verge of tears. "I'll memorize the date and come back for you later. I just lost Clara, I'm not going to lose you on the same day. And since I can't do anything, I'm leaving!"

"You won't ever be ready. No one is ready for a loved one to die."

Luke walked over to the tardis and blocked the door. "You can't leave."

The Doctor crossed his arms and glared at Luke, but the attack eyebrows didn't seem to be working. Luke was completely unintimidated. Finally, the Doctor gave up. With a defeated but reluctant air, he knelt beside the chair again.

"Fine! I'll stay."

"Thank you," Sarah Jane whispered. "This is Skye, my daughter." The Doctor gave her a questioning glance. "I'm too weak to tell you the children's stories now, Doctor. They can tell you later."

"Just rest," the Doctor said. "I'll be here."

"No," Sarah Jane said, struggling to sit up. "There's something I need you to do for me. I would like you to take care of them both. Take them traveling with you, please. They can't stay here on their own."

"I can't promise I can protect them."

Sarah Jane smiled. "You'll find them full of surprises, Doctor. They won't need as much protection as you think." Sky and Luke exchanged a grin. "Unfortunately, you'll need to become their legal guardian for that to happen. I'm sorry."

"That means…?"

"Paperwork," Luke said.

"Bah! Always hated paperwork. So boring, and never me."

"And probably a house visit of some sort to make sure it's safe for us," Sky added.

"Well, that rules out the Tardis," the Doctor said.

Sarah Jane laughed, but then coughed from the pain.

"Mum?" Sky asked. Sarah Jane nodded, concentrating on breathing.

"Will you do this for me, Doctor? Please tell me you'll do it."

The Doctor looked at the two saddened children. Last time he had traveled with children was with Courtney Wood, and it hadn't been continuous, just a trip every now and then. Even so, it had put her in danger. But if what Sarah Jane had said was true, then he supposed he could try.

"Anything for my Sarah Jane." She smiled gently.

Just then there was a knock at the door.

"That'll be the lawyer," Luke said. "I'll go get it."

The Doctor hurriedly went and made the Tardis invisible. K-9, he later found out, had already been tucked away out of sight. A moment later a tall, thin, and slightly boring looking man entered the room. But the Doctor could sense he was kind.

"Good afternoon, Sarah Jane, Sky. Is this him, then?"

"Yes sir," Luke said. "Mr. John Smith. Last name is purely coincidental. Like we said, an old family friend. Mr…John, this is mum's lawyer, Mr. Wood."

"Pleased to meet you, Mr. Wood," the Doctor said, trying to be cordial for Sarah Jane's sake.

What followed was an extremely dull and tedious hour of looking over Sarah Jane's will, ending with a long discussion of the Doctor's guardianship over Luke and Sky. Mr. Wood agreed to come over and inspect the Doctor's house that the next day. When he finally left, Mr. Smith came out of the wall.

"How's she doing, Mr. Smith?" Sky asked nervously.

"Scanning: Sarah Jane," Mr. Smith said.

"What's he doing?" the Doctor demanded.

"Mr. Smith can tell how much time mum has left," Sky said. "I don't know how, it's all very complicated, and I'm not a genius like Luke."

"Stop it," Luke said. "You are more brilliant than other people your age."

"Am I? It's hard to tell."

"Result: Sarah Jane has thirty-six hours. Warning: subject to change."

"Still," the Doctor said. "That's enough time to go clean up the house."

"What house?" Sarah Jane asked.

"My friend, Craig Owens. Hopefully, he'll move out for a few hours and let me pretend to live there. Oh. problem."

"What?" Sky asked.

"I seem to have regenerated since I last saw him. He knows about regeneration so hopefully it won't be much of a problem. Sky, would you like to come and help?"

"If it's okay with mum." Sarah Jane nodded and Sky smiled.

* * *

That evening Sky and the Doctor stood on the step of the Owen's flat. The Doctor rapped on the door again. "I can hear someone moving around in there," he said. "Maybe we should try a window. I like windows." He started investigating the exterior.

"We should probably try the com first," Sky said, pointing to the button.

"What's the com?"

"It means that if anyone is in there they can hear us speaking right now. It's sort of like a telephone. I think. I don't know, I get these sorts of things confused."

"That's alright, so do I. So many eras and worlds, each with their own technology! It gets hard to keep up after two thousand years."

"Two thousand? You're two thousand years old?"

"Is that a problem?"

"N-no. Is it not very long for your species?"

"It's a very long time."

"Oh. Well, are we going to use the com or not?"

"I suppose we could try," the Doctor said disappointedly. He pressed the button like Sky showed him. "Craig, it's me, the Doctor. I need to borrow your house again." Silence. "If there's a burglar in there, know that I will pound you to the ground for breaking into this house!"

"Are you sure they still live here?" Sky asked. "Mum says sometimes people move."

But then the door opened and a teenage boy stood gaping at them, looking very much like a young Craig.

"Ah. Another problem. I thought I had set the Tardis not to time travel. Craig, we'll come back later. Forget about us."

"You're really the Doctor?" the boy asked.

"Yes, how do you know?"

"My dad has told me stories! And I remember you…sort of. You were younger then. You probably don't remember me, I was just a baby."

"Stormageddon? Dark Lord of All?"

"That's me," the boy grinned. "But I go by Alfred now."

"I prefer Stormy. Are your parents at home?"

"No, they're out of town for the weekend. Said I could stay at home as long as I didn't answer the door for anyone."

"I'm not anyone."

"No, that's why I opened the door."

"Well, this works out perfectly! I'm sure your parents won't mind if we rearrange the house a bit."

"Mum might get a little upset, but if you want to borrow the house I'm sure she can make an exception."

"We'll put everything back to normal. Oh right, Sky, this is Alfred, my friend Craig son's, and Alfred, this is Sky, my friend Sarah Jane's daughter."

The two teenagers stared shyly at each other and tentatively shook hands. "Don't flirt," the Doctor said. "We have to make this house seem like mine in about 12 hours!"

"Yes, sir!" Alfred said, saluting.

"Please don't salute," the Doctor said. "I'm fine with just the 'yes, sir.'"

"But I want to be a soldier when I grow up."

"Soldiering isn't all it's cracked up to be, but that's not the point. I can't tell you how to live your life, and even if I did you wouldn't listen. The point is, don't soldier me."

"Right. Sorry."

"Good lad. Now let's get to work!"

In less than twelve hours, they had moved all of Sophie's stuff into the Tardis, rearranged the furniture to the Doctor's liking, removed all the pictures and hung up paintings of outer space, and eaten a good deal of food. They also throughly cleaned Alfie's room to make it look it like the Doctor was already prepared for Luke to move in, and had done the same for the guest bedroom, with a few moderation a to make it seem more girly.

"It's too bad we won't really be living here," Sky said. "I like what we've done to "my" bedroom."

"Bah! We can do the same thing in the Tardis," the Doctor said. "And better. Now, Alfie, we're going to have to get you out of sight. The lawyer can't know this is your house."

"Right. I'll just run down to the grocery store to get some more M&amp;Ms since we ate them all. Dad would be upset if he found out we ate his private stash."

"I want to see that," the Doctor said.

"We can't. We have to get back to mum, remember?" Sky said.

"Yes, we should. Thanks for reminding me; you can't be here when Mr. Wood comes either. Come on."

Twenty minutes later Mr. Wood knocked on the door. The Doctor opened it, slightly out of breath.

"Mr. Wood! Good morning! Lovely to see you again. Do come inside."

"Your house is very clean," Mr. Wood remarked. He walked around the living room and kitchen.

"Oh, I've been out of town. Traveling on my retirement funds, you know."

"Really? Where to?"

"Cardiff, London, Rome, Pompeii," the Doctor said, trying to remember places he had spent on earth recently. "Spent some time in America as well."

"Interesting," the man said blandly. "I see you're interested in astronomy?"

"Very. I love it."

"Spacious backyard."

The Doctor momentarily panicked. Had they cleaned the backyard? Finally, he remembered Storm-Alfred had done it while he and Sky prepared the guest bedroom. Speaking of...

"Would you like to see the bedrooms now? I've already prepared them for the children's stay."

Mr. Wood nodded and they inspected the three bedrooms. The smell of paint still lingered strongly.

"Sorry about the smell, it hasn't worn off yet."

"They seem to have been painted yesterday."

Seeing no believable way out of this comment, the Doctor decided to tell the truth for once.

"They were. I had no idea Sarah Jane's health was declining so fast, I only just came back yesterday and heard the news. That's when she asked if I would become guardian for Luke and Sky."

"You did all this since yesterday?"

"Yes," the Doctor said slowly, crossing his fingers behind his back.

"Well, Mr. Smith, you seem very eager and the house is suitable. All is in order, I think."

"So...?"

"As soon as Sarah Jane dies, they are yours."

"Don't say that like we're waiting on her to die!" the Doctor snapped.

"Sorry, I didn't mean it like that. Of course, we're not. I simply meant that was when you officially become their guardian."

The Doctor didn't say anything, still enraged. Then the phone rang. "One moment please." He picked it up, hoping it was Sky or Luke. "Hello, this is Doctor Smith speaking...How may I help you?"

"What?" a familiar voice asked. But it was not Sky.

"Craig Owens is that you?" The Doctor tried to mimic his previous regeneration's speech patterns without compromising his accent. "It's me, the Doctor! I took care of Alfie when he was little?"

"Doctor? Is that really you? You sound so old. And what are you doing at my house? Is Alfred alright?"

"You must have called the wrong number, Craig. This isn't your house, it's mine. Don't worry, Alfie's fine, I saw him just a little while ago."

"Did you regenerate? Is that why you sound funny?"

The Doctor sighed and thought a second. "Yes to the first question, no to the second. Look, Craig I'm in the middle of something and can't talk. I'll have to call you back. Talk to you later." He quickly hung up and turned to Mr. Wood. "Sorry about that. Thought it might be something about Sarah Jane."

"Quite alright. I was just going anyway."

"Goodbye," he said shortly.

He had just closed the door when the telephone rang again.

"Hello?"

"Doctor? It's Luke. You'd better come quickly. I think mum's taken a turn for the worse."

"On my way."

Without saying goodbye, he hung up and raced outside. He dashed down the sidewalk towards the park, where the Tardis had landed. On the way he met Alfred.

"Alfred, your dad called. Mr. Wood is gone. Be back later to help clean up."

Alfred stood there for a moment, baffled. "Okay!" He shouted uncertainly.

The Doctor burst into the Tardis and put in the coordinates. The doors had barely slammed close when it took off. Another few seconds and he was in the bedroom.

"Greetings, master!" K-9 said, wagging his tail jerkily.

"Hello K-9," the Doctor said cheerfully, despite the situation. "Sarah Jane, how are you feeling?"

"Not good, I'm afraid," she wheezed. "Is everything..." She lapsed into another coughing bout.

"Relax," the Doctor said soothingly. "Everything is taken care of. Except for a bit of housekeeping for the Owens, but we'll manage. The important thing is I have custody over the children now."

"Good."

"Mr. Smith," Luke said. "Please calculate how much longer we have."

"Calculating..."

"Please let it be good news," Sky whispered.

"Oh darling," Sarah Jane said. "I don't think there can be any more good news."

"Result: Sarah Jane has twenty minutes left of life span."

It was Sarah Jane who finally broke the heartbroken silence. "You know what I'd really like right now?"

"What?" all three asked.

"Some of that tea we had on Florana that one time. I don't remember which visit it was…"

"One of the successful visits, probably," the Doctor said. "Would you like go again?"

"Oh, I don't know," Sarah Jane protested.

"You can manage a lot in twenty minutes. One last hurrah, eh Sarah?"

Sarah Jane finally consented and a moment later she was wheeled into the Tardis. "You've changed it."

"More times than I've regenerated since we last met," the Doctor said as he fiddled with the screen. "You can see the time vortex from here. Sky, press these buttons over here, don't let go. Luke, pull that lever...that's it. Come on, Sexy, be gentle."

"Sexy?" Sarah Jane asked, confused.

"That's her name, apparently. Don't laugh," he commanded. "She won't like it."

"Sorry," Luke said, still grinning. Sky kept giggling.

"Shut up, Sky!" the Doctor said, exasperated.

They hurtled through time and space, landing in Florana seconds later. The Doctor scanned the area, determined it safe, and discovered that they had landed right next to a souvenir shop, where they happened to sell tea.

"Right, lets buy some tea," Luke said, pushing his mother out the door.

Sky stepped out of the blue box and looked around in awe. She took a deep breath and spun around in a circle, trying to take it all in. The very air smelled sweet and peaceful.

"Oh right. New planet," the Doctor said blandly. "Pardon my unenthusiasm, but I've already been here several times."

"Can't I look around while you buy the tea?" Sky pleaded. "I think we're in a garden, it should be quite safe."

"You never know around me," the Doctor said. "Even though this is one of the universe's most peaceful planets."

"Please? Earth is the only planet I remember and this place looks lovely."

"Doctor," Sarah Jane pleaded. "One more adventure."

The Doctor sighed. "Five minutes, be back at the Tardis."

"You're coming too," Sarah Jane said, grabbing his hand.

Reluctantly, he followed them up the gentle sloping path. "You do realize we look like an old couple out for a stroll with our grandchildren," he commented.

"I don't care," Sarah Jane whispered.

Sky giggled happily and skipped off ahead of them, admiring strange plants. At the top of the hill she saw that she was not in a garden. For as far as she could see, which was quite far, the ground was carpeted in flowers, broken only with sandy footpaths. On her left a river, with water so clear that she could see the beautiful fish swimming in the deep, wound its way through the flowery planet. Off to her right, waves energetically bubbled and crashed upon golden shores, and the salty tang mixed delightfully with the flower's sweet fragrance. Glancing back, she saw a sprawling city, and a little Tardis on the outskirts.

"It's beautiful!" the girl exclaimed.

"Is it like you remembered, mum?" Luke asked.

"Yes, even better. It brings back lots of old memories. Look! A black rose!" The Doctor reached over and picked it for her. She smelt it gratefully.

"We'd better be going back if you want that tea."

"Alright."

In the shop, she sipped some of Florana's drinking water from the fountain as the Doctor bought the tea.

"Look, they sell sea water," Luke said, handling a bottle.

"Do they really? Go give it to the Doctor so he can buy that too."

"Why would you buy sea water?" Sky asked. "It's salty. Right?"

"Not Florana's water. It tastes like warm milk."

"Yum!"

"Do you get the senior citizen discount?" the cashier inquired sweetly.

"I'm over 2,000 years old," the Doctor replied blandly. "I'm pretty sure that counts as senior citizen."

"Ah..."

Sarah Jane repressed a smile. "Come on, children, let's get back to 'Sexy.'"

The return trip was just as smooth as before, for the Tardis loved Sarah Jane just as much as her Time Lord. When they arrived home, the Doctor carried the ingredients to the kitchen as Luke helped Sarah Jane into bed.

"Mr. Smith, scan her," Sky said.

"Don't do that, it'll only make you cry and we can't have that," the Doctor said. "Help me make this."

"Warning," Mr. Smith said. "Sarah Jane has five minutes in life span."

K-9 shifted nervously. Sky gave the bottle of milk sea to the Doctor. In a minute, the tea was ready, and he brought it to Sarah Jane. As she drank it, a peaceful expression melted across her whole wrinkly old face.

"Thank you, Doctor. I still wish I could travel more, but right now, I'm content. No, happy is more like it. I'm surrounded by the three people I love most in the world. And the three greatest sentient machines there will ever be."

"Thank you, Sarah Jane," Mr. Smith said. "Two minutes."

"I'm sorry," the Doctor said, tears now openly streaming down his face. "I'm sorry I can't help you."

"Oh Doctor…" She put a cold hand on his face comfortingly. "Everybody has to die sometime. There comes a point when no one can help them live longer. But you're helping me by taking care of the children, and Mr. Smith and K-9."

"Goodbye, mummy," Sky sobbed.

"Goodbye my dears," Sarah Jane said, hugging them both her children. "I'm so glad I found you."

"Me too," Luke said, his voice thick with emotion.

"One minute," Mr. Smith said. "Goodbye, Sarah Jane."

Sarah Jane turned to the Doctor, something close to panic in her eyes, and uttered the words that had passed between them more than once.

"Don't forget me."

"Forget you? My wonderful Sarah Jane, I have never forgotten you. I never forget any of my companions." He snapped his fingers and the Tardis opened her doors to reveal the consul. "See those silver spinning things? They have Gallifreyian written all over it, and you know what they say? They're the names of all my companions."

"Really?"

"Really. There's Susan, Ian, Barbara, Adric, Mel, K-9, Romana, Rose, Donna, even Donna's granddad Wilf. And you're up there too."

"But you left me." The Doctor grabbed her hand and held it firmly between his own.

"I know, and I'm sorry. I don't like watching my companions die. Especially you. You've seen more of my regenerations than anyone. You've always been there for me. Don't worry, Sarah Jane. If there's one person I could never, ever forget, it's you. You'll be in heart, always and forever."

Sarah Jane looked at him and smiled weakly. "Thank you, Doctor. My Doctor…"

"Goodbye...mis...tress," K-9 said, realizing faster than Mr. Smith what was happening.

Sarah Jane Smith's beautiful brown eyes closed forever, and the Doctor nearly exploded with grief. Sarah Jane's hand slipped out as he crumpled against the bed in silence. Luke was concerned that he had just died as well. After a moment, the Doctor realized Sky was also sobbing, and beckoned her over. He pulled the girl into his lap and held her, rocking back and forth as they cried together. Eventually, Luke came and sat next to them, and though he couldn't sit in the Doctor's lap, he did find a consoling arm wrapped around his shoulders.

That was how Mr. Wood found the three of them half an hour later.

Nobody remembered much of what happened after that. Sarah Jane's body was taken away, and her belongings were packed and sent off to whomever she had willed them to. At the end of the day, when only Mr. Smith, K-9, the children's belongings and a few other of Sarah Jane's treasures remained, the house was so empty nobody wanted to sleep there. So the Doctor took them to the Owens.

Craig and Sophie, already having returned, were surprised to see them, but when the Doctor told them what had happened they gladly welcomed them in. So Sky got her wish and slept in "her" bedroom after all. But she was not happy about it. They stayed with the Owens for a few more days, while the rest of the Smiths' possessions were moved into the Tardis, and Sophie got her house back to normal.

Finally came the funeral. There were at least two hundred people, all of whom Sarah Jane's gracious life had touched. Some of them the Doctor knew, like Clyde and Rani, some of them he didn't know. He was pleased to see Captain Jack Harkness, Martha, and Mickey, albeit a little older than he remembered them, had come to show their respects. He went up to say hello and introduce Luke and Sky, who were shadowing him like the Vashta Nerada. Martha, when she found out who he was, threw her arms around him in a sympathetic hug.

"I'm sorry," she whispered.

The Doctor said nothing, simply hugging her back. Martha didn't know how significant this was for him. Mickey opted to pat him on the back instead. Just then, a young girl, nearly 4, ran up to them.

"Rose, there you are," Martha said. "Don't run off like that."

"Rose?" the Doctor asked.

"What else would we name our daughter?" Mickey asked.

"And...you don't mind having your daughter named after your husband's ex-girlfriend?" the Doctor asked.

Martha smiled. "We simply named her after our friend."

"You must be the Doctor," the girl said, awed. She held out her hand. "Pleased to meet you."

"And you," the Doctor said, returning the handshake.

At last came the difficult part of the funeral. Just before the coffin was going to be lowered down, the Doctor mounted a little wooden platform in front of everybody. While looking over the will the other day, Sarah Jane had asked if he was going to speak at the funeral. And he decided he would, even though sentiment wasn't exactly second nature to him anymore.

"Sarah Jane Smith was a great friend of mine. One of my best and closest friends. I don't know what I would have done without her sometimes. She was always with me, through many times of my life. To those who knew her, you know this to be true: she was funny and smart and she listened. She was always so gracious, so kind, and so loving. Even though she was well into middle age, although she didn't look like it, she adopted and raised two teenagers, Luke and Sky. To lose such a figure is a painful, tragic loss to us all.

"But instead of mourning her loss, let us honor her. Today, and every day, be more like my Sarah Jane. Be adventurous, bold, and compassionate. Never forget her."

As he stepped down from the little platform to thunderous applause (and many tears), the Doctor knelt by the coffin and whispered,

"I love you, Sarah Jane."


	2. Chapter 2: Bear With Me

The Twelfth Doctor sighed and put one hand on his forehead, thinking. Across the table, Luke and Sky sat patiently waiting. Only now did the Doctor truly realize the enormity of what he had taken on; they were not ordinary children.

"So," he said. "A scientifically engineered boy genius, and a deactivated bomb girl."

"Sounds about right," Luke said nervously.

"Do you still want us?" Sky asked.

"Well Sarah Jane gave me more than I bargained for, not for the first time either, but I think it's for the best. I can handle machines better than humans…sometimes," he added, looking over at the Tardis. She creaked in reply. "I just meant that you manage me sometimes, dear!"

"We aren't machines," Luke insisted. "Mum scanned me, and at first she thought I was a normal human."

"Yes, you have so many human aspects about you, it's why I find you so completely fascinating. Anyway, I'm legally stuck with you now, whether or not I want you, so where would you like to go first?"

"What?" Sky asked.

"Where would you like to go first? All of time and space, yours to explore."

"I don't understand," she said slowly. "My mother just died."

"Yes, but you can't expect the whole world to stop and mourn forever, can you? Life moves on, and you've had several days to grieve already. The sooner you accept that, the better."

"You act like you didn't even care for her!" Sky exploded.

She stood up with clenched fists, glaring at him. Luke remained seated. The Doctor froze, and his mask faded for a split second. He looked so sad, and so very old.

"She was one of my best friends, she was with me the longest. Of course I cared for her, I loved her like a sister, so don't you dare accuse me of that again young lady!"

"Fine. You can move on with the rest of the world if you want, but I don't have to!"

"You could do that if you wanted to, but I don't think the Sarah Jane Smith that I knew would like that very much. And neither do I! One of the most important lessons I've learned in over 2000 years of travel in time and space is that you've got to move on. You love people, but eventually they leave. You don't know how many friends I've lost, I've lost my whole planet for Pete's sake, but you always keep moving on. You keep trusting people, you keep letting them in, and you keep falling in love. And that's ok, it's not dishonoring the people you lost, do you understand that?"

"I…I think so," Sky lied.

"Yes," Luke answered truthfully. "You're right, Doctor."

"Well, Sky, you'll understand soon. Now, I'll ask you again. Where would you like to go?"

"Haven't really thought about it before," Luke confessed. "Can we just go to a random place?"

"Well, I do have a Randomizer somewhere around here. I got bored with it a long time ago, so I turned it off, but…ah, here we go!" He pulled a few switches and a big red button appeared on the console. "That's more like it! I do love big red buttons. Actually, any buttons in general. Luke, would you like to do the honors?"

"Sure, why not?"

Cautiously, Luke walked up and gently pressed the button. The Tardis instantly took off into space, spinning and hurtling around.

"Here she goes! Hold on, Skye!" the Doctor cheered.

With a loud thud, it landed. Skye gingerly sat up from where she had been thrown to the floor.

"That was…short."

"That's the whole point," the Doctor said, confused. "It's a time machine. It's basically a giant shortcut."

He stepped out into a peaceful green glade. Instantly, there was a thud to his right, and an arrow quivered in the Tardis. Looking forward again, he noticed a figure shrouded in a blue cloak and crouching behind a bush.

"Robin Hood!" the Doctor said sarcastically, pulling out the arrow. Behind him, Luke and Skye stepped out in wonder. "Will you stop putting arrows in my Tardis! Changed your outfit, I see. Doesn't hide the ugly, I can see it from over here!"

The figure stepped from the bushes and threw back the hood, releasing a cascade of unruly red curls. The young woman drew herself up to her full height and notched another arrow to the bow.

"I don't who this Robin Hood person is," she exclaimed angrily in a thick Scottish accent. "But I am not she! I am Princess Merida, firstborn of the clan DunBroch." She paused for a moment and whistled shrilly. "And I have just one question for you: Where is my mother?"

Unable to speak, the Doctor's mouth dropped in surprise. Luke was also apparently star-struck, but Skye rushed forward to meet her hero.

"Oh my…you're Merida!" she squealed.

"Yes," she answered warily. A large horse galloped forward and stood behind Merida.

"Oh, and that's Angus, isn't it?"

"Yes, responding to my whistle for help. He can beat you into pulp if I ask him."

Skye ignored this. "I'm such a huge fan!"

"I'm sorry, lassie, I don't understand. In Scotland, a fan is a paper object we used to cool ourselves in the summer. What does it mean in your country Britania?"

"Oh, it uh…It means I admire your skills very much!" Skye promised.

"Ah, saw me at the archery contest last week, did ya?"

"Yes, you were amazing!"

"Are these two lads trustworthy?" Merida asked, still keeping the bow trained on the speechless Doctor and Luke.

"Yes, I promise. You don't need to kill us."

"I'll take your word for it," Merida said. She lowered her bow and replaced the arrow to her quiver, then quieted Angus. "Perhaps you can help me better alive than dead. My mother, Queen Ellinor, is missing. She disappeared into these woods two days ago. Have you seen her?"

Before they could answer, Merida held up a hand and twirled on the spot. In a flash, she had re-notched her bow and held it at the ready. The Doctor lunged forward and pulled Skye back towards the Tardis as a great cracking of branches was heard. A moment later, a huge black bear ran into the clearing, roaring fiercely. Angus reared and whinnied in fright.

Merida fired as it reared up on it's huge legs, and the arrow hit it's mark on the inside of the rear leg. The bear roared almost indignantly, then used its free paw to swipe at the arrow, which caused even more pain. Still standing on two legs, it flailed about uselessly for a moment before toppling to the ground and rolling.

"The poor beast is suffering from some sort of malady," Merida yelled over the bear's grumblings. "Just look at it's eyes!"

Sky noticed the eyes were larger and more intelligent looking than any normal bear, and for a moment they flickered towards Merida with a look of…was that pleading?

"Best close your eyes, I'm going to put an end to it's misery," Merida said, drawing her sword.

"No, stop!" Sky said, running forward.

"Sky, no!" the Doctor said, grabbing her arm at the last second.

"Merida, it's your mother!"

"Are you insane, lassie?" Merida asked, keeping her eyes on the bear, which had fallen quiet at Skye's remark.

"Skye, this isn't like the movie," Luke hissed.

But the Doctor took out his sonic and pointed it at the bear, who moaned and clutched both paws to her head.

"It's a very interesting theory," he said. "I need some of your DNA to prove it."

"A what?"

"A blood sample, spit, anything from…"

Merida spit in her hand and held it out to him. The bear looked at her crossly and snorted, much to Merida's surprise.

"That's so like my mother," she said hesitantly. "Will this do?"

"Yeah," the Doctor said, sticking the end of his screwdriver in it.

Out of the corner of her eye, Skye could see Luke grinning. "What?" she whispered as the Doctor performed some more scans. But Luke simply shook his head and continued watching.

"Seems like Skye was right," the Doctor said finally. He bowed in front of the bear, gesturing to the kids to do the same. "Queen Elinor, delighted to meet you at last."

Elinor sat up on her haunches in a very queenly manner and tried to wave her giant paw in the dismissive gesture. Unfortunately, bear paws don't work the same as human wrists, so it seemed like she was just trying to swat away a pesky fly. Unnerved, Angus backed away.

"Impossible!" Merida explained, shocked.

"So, you don't know what happened?" Luke asked.

"Obviously not!"

"Do you not know if your mother ate anything strange before she disappeared? Something that might have caused this?"

"How should I know? I don't watch what my mum eats!"

"Luke, Skye, with me," the Doctor said. "We'll only be a moment, your highness." He pulled them around to the other side of the Tardis. "Look, this is obviously the events Brave was based off of, but it becomes a legend. So the story changed and evolved over the years to become the movie that you know. Something entirely different is happening in real life, right now. We can't say anything about it again, understand?"

"Yes," Luke and Skye said.

"Now, let's have some proper introductions," the Doctor said, returning to find Merida staring incredulously at her mother.

"Yes, let's. How did you know it was my mother? Were you the ones who turned her into a bear?"

"No. I'm the Doctor, this is Luke and Skye. We've seen another case of a human turned into a bear, but it's completely irrelevant and there's no need to mention it again. But since we've seen this before and are bear experts, we might be able to solve this case for you. So tell me about your relationship."

"I don't see how…"

"Do it. It helped last time."

"Fine, it's not good. Very strained. Basically, I hate her."

"And, you're not sorry for her now that's been turned into a bear?" Luke asked timidly.

"Nope. She tries to turn me into a proper princess, you saw her after the tournament! She's an absolute horror to live with."

"She is right here," Skye said coldly.

She had noticed Elinor's mask begin to slide away, like the Doctor's had done earlier, and despite her effort to maintain her queenly compose, she looked extremely sad and disappointed. Merida didn't see this.

"Yap. I noticed. She also can't talk, so now it's my turn to lecture her."

Merida launched herself into a rant for several minutes, unable to be stopped by any of the humans. Finally, Elinor roared at her daughter nonstop, until Merida shut her mouth.

"Everybody just calm down," the Doctor said. "After we change the queen back, we will get you two a therapist and you can work out your differences."

But Merida was hardly listening. She stared at a point behind the Doctor, beyond the Tardis.

"It's a wisp," she murmured.

"Oh!" Skye breathed, turning.

"It's beautiful," Luke said. Of course, the Doctor sonicked it.

"It's magic," Merida explained. "Of course it's beautiful."

"No, it's not. It's an energy trail!" he exclaimed excitedly. "Tell me, is there a witch around these parts?"

"Yes, an old ugly woman," Merida said. "We try to keep away from her."

"This is her energy trail," the Doctor said. "Basically, whenever she does "magic", and then leaves, she leaves behind a trail of this stuff. But it's only visible part of the time…that's curious."

"Do we follow it?" Luke asked.

"Of course we do," the Doctor said. "There are similar readings about Queen Elinor. There's a very good chance they might be connected."

The four of them raced down the trail, Elinor lumbering clumsily behind. Eventually, she gave up and ran on all four paws. They ran on for quite awhile, leaping over small streams, ducking under logs, and passing beautiful little waterfalls. After awhile, Skye grew tired, and Merida let her ride behind her. Riding bareback on a huge horse was absolutely terrifying, but oddly thrilling at the same time. The summer air felt warm and peaceful, and the children almost believed that nothing was at all wrong or out of the ordinary.

Finally, they reached the end of the trail. The last wisp disappeared in front of an abandoned cottage. Merida instantly identified it as the witch's cottage.

"She was here," the Doctor said, scanning the area. "But I can't tell where she went next. It seems like she realized we were following her and managed to hide her trail. We'll have to split up."

"I can go with Merida," Luke said, a little too quickly. The Doctor looked at him sharply.

"I disagree," Merida said, crossing her arms. "I'll stick with women, thank you very much, and since I'm not going with her," she pointed at Elinor. "I'll take Sky."

"Well, that settles it, then. Luke, go with her majesty, and I'll poke around here a little more."

"Be safe," Sky whispered as she hugged her brother.

"You too."

"Oh, and you realize you're totally out of your league with Merida, right?"

"Yeah," Luke said reluctantly.

Disappointed, Luke walked off with Elinor one way; Merida and Skye took the exact opposite direction on Angus. At first he didn't see anything unusual, except the woods were growing darker. He found this odd, remembering it had been midday of midsummer when they first arrived.

_Stop being paranoid_, he told himself. _It's just the trees growing together more thickly here._

Out of the corner of his eye, he saw Elinor's great big bear head twitching. Thinking she was trying to get his attention, Luke turned in time to see her eyes grow black and dim. He knew that look, even though the last time he had seen it had been in an animated movie from hundreds of years in the future.

The wild bear had taken over.

But then he realized that wasn't even the scariest part. He was in a thick forest, probably out of hearing range, with no help anywhere nearby. He wasn't even sure if he could find his way back to the cottage if he wanted to.

Elinor raised herself to her full bear height, no longer clumsy and human. As she roared down at him, Luke saw the witch step out from behind a tree and mutter something. He barely had time to think 'Oh, crap,' when Elinor's paw slammed into him.

* * *

The Doctor heard the roar and knew exactly what had happened. "Sky! Merida! Come here, now!"

The girls came at a gallop.

"What is it?" Merida asked.

"I heard a roar, a real bear roar, from that direction. Something is very, very wrong. Is there any more room on there for me?"

"You doubt my Clydesdale." Without wasting any more time, the Doctor swung himself up behind Skye. "Hiyah!"

Angus burst off, hardly feeling the extra weight. The Doctor could tell there was hardly room for him, since even though he was an accomplished rider, he could hardly stay put and kept jostling around.

They reached the scene only moments later, to find not only Elinor, but another, smaller bear wobbling beside him. Elinor roared at them, but when Merida dismounted and glared at her fiercely, she backed down, and her eyes returned to normal.

"What happened?" Merida asked.

"A bit of wild bear in her," the Doctor explained, helping Skye down. "It seems like she can only maintain her sanity when you're around, Merida."

"Why me?"

"I don't know."

"Doctor," Skye whimpered.

The smaller bear had approached Skye, and she was obviously terrified, but not from the bear itself. It had nuzzled its head against her entire body and was moaning.

"It's Luke, isn't it?"

Solemnly, the Doctor scanned the new bear. He didn't have to tell Skye the results, she could see the confirmation in his face.

"Is he himself?" Merida asked cautiously.

"Seems to be, yes," the Doctor said. "Perhaps they keep their sanity when their loved ones are near."

"My mother? Ha! She doesn't love me. If she did, she'd let me do what I wanted."

"That isn't what parenting is about," the Doctor said, slightly confused at Merida's point of view. "It's doing what's best for your children."

"But…"

"STOP IT!" Skye sobbed. "We have to change him back!"

"Oh, but my dear, you can't change him back. I need him."

A woman emerged from the trees, the witch in her true form. Her long black hair fell unheeded down her back, held back by a tiara with a blue gem in the center. Her sleeveless, floor length dress was the same turquoise at the top but deepened into blue-green at the bottom. In her hands, she held a long silver sword, which, although not held at the ready, she could easily spin and behead anyone nearby. Obviously recognizing her, Merida sank to the forest floor in a deep bow of respect.

"Who is she?" Skye whispered.

"Get down on your knees!" Merida hissed. "This is the goddess Artio."

"No, I don't think so," the Doctor said loudly.

"No?" the goddess asked gently. "Pray tell me why, foolish mortal."

"First of all, I'm not exactly mortal. I'm a Time Lord. And secondly, I've been secretly scanning you behind my back. You're an alien. Not one that I've seen before, but you definitely aren't from here, and you've disguised yourself as a popular icon of the culture. Well done. Of course it's not that big of a surprise to me, I've seen this done before, in Ancient Rome.* And I suspect your real name is Artio, since there isn't any legend of you before this time."

The not-goddess smiled thinly. "Clever boy."

"You're turning people into bears," the Doctor stated. "Why?"

"Why should I tell you my plan?"

"So I can decide whether or not to stop you. Are you repopulating your planet or something?"

"In a way, yes," Artio answered cautiously. "But bears are not the dominant species. We hunt them for sport."

"Ah, hunting for sport. This whole thing is one big sport to you, isn't it? The wisps weren't an energy trail, well, they were, but they weren't being used like that."

"What were the wisps, really?" Merida asked, rising to her feet again and looking disdainfully on the woman.

"It's a trap, luring her next victims into this clearing so she can transform them."

"How is it a trap?" Skye asked, puzzled. "We outnumber her."

"Are you paying attention? There are bears all around us."

Merida whipped out her bow as a bear lunged at them. The circle of bears moved in closer; all of their eyes were dark, and even Elinor and Luke were losing it this close to the Artio's control.

Merida was firing arrows in all directions, with Elinor watching her back and swiping any bear that came near her. The Doctor fiddled with his sonic and tried all sorts of settings, but to no avail. Luke simply curled on the ground, fighting to maintain his human mind. Then Skye screamed as a large male bore down on her, and Luke snapped. He leaped to his feet and jumped over Skye protectively, fighting off the stronger bear.

Luke won.

The bear backed off and found it sufficient to glare at them from a safe distance. Somehow, Luke could tell this was a natural bear, not a human. Artio was muttering curses, but the bear was following his natural instincts and staying away. But Luke knew it wouldn't last forever, and there were other human-bears here too, innocents that didn't have to be killed simply because they were being controlled.

Luke roared in defiance and jumped over the ranks of bears and landed next to her. Dodging the powerful sword, he opened his mouth and bit her round the legs, holding as hard as he dared to without killing her. Artio screamed and swung her sword wildly at him, muttering curses to get him back under her direct control. Luke kept staring at Skye, in danger now that he was gone. He bit harder.

"Stop! I surrender! Retreat, retreat!" she yelled.

The bears slowly backed off, still thirsting for blood. Very slowly, Luke released his jaws but didn't move his head. The Doctor knew he had to get them out of there, and fast.

"Turn every bear back into a human, leave this planet, and never return," the Doctor said darkly.

"Not all of them were humans," Artio said, grunting with pain. Luke growled at her, and she spoke quickly. "Some were animals, some were natural bears."

"Turn all who were human back into humans. Then take the other ones and go!" the Doctor said. "I'll warn you: I'm the Doctor, I'm the last of the Time Lords and I own the last Tardis in this universe. I can and I will hunt you down and make sure you are following these terms of surrender."

With a glare, Artio released the curse and disappeared with a snap, along with a good deal of bears. The Doctor instantly covered the girls' eyes.

"Look away, girls," he said. "I'll be back with some clothes for all of you, just stay put!"

He led the Merida and Skye back to the Tardis, and was able to find a variety of 14th century Scottish clothes and distributed them to a dozen of Artio's victims. Luke was not too happy about his kilt.

"You can change back to your Britania clothes after the feast," Elinor declared, hugging a disgruntled Merida (who was doing a very poor job of hiding the fact that she was glad her mother wasn't a bear).

"No, sorry," the Doctor said, eyeing Luke (who was doing a very poor job of hiding the fact that he was glad at a chance to be with Merida). "We're honored, but we can't go to any feasts at the moment."

"Whatever it is you're doing can wait. I order it to."

The Doctor was about to protest, but the look on Merida's face stopped him. "Yes ma'am."

* * *

"Morning," Luke said, walking into the console room.

"Morning. How did you sleep?" the Doctor asked stiffly.

"I'm glad Queen Elinor let us come back to the Tardis to sleep. I'm sure these beds are much more comfortable."

"Course they are. I want to talk to you about yesterday."

"Yes?"

"You purposely attacked Artio. You nearly bit her leg off."

"In the middle of a battle!"

"No, you have to understand this. Violence never ends violence. You always try to negotiate peacefully first."

"Says the man who blew up Gallifrey. Mom told me."

"I didn't blow it up, I saved it. Using thirteen of my regenerations and Tardises placed at equidistant intervals around the globe, I moved it to a different universe and the Daleks destroyed each other. But only my 11th and 12th reincarnations remember it. The other mees thought I destroyed it. See, peaceful. That's the way you have to do it."

"Life moves on," Luke said simply just as Skye joined them, still munching a piece of toast.

The Doctor opened his mouth to protest, but couldn't think of a proper retort.

"Fine," he muttered, hoping Sarah Jane wasn't rolling in her grave. "Skye, where would you like to go?"

"Can I use the button? Only, I thought since when Luke pushed it we found his crush..."

"Shut up, Skye."

"Please?"

"If that's what you want. But not all fictional crushes will turn out to be real. Unless it's Luke Skywalker, of course. No, forget I said that."

Skye looked intrigued. "Maybe on another day," she said, and she slammed her hand down on the button enthusiastically.

A moment later the Tardis jerked to a stop.

"Remind me to teach you how to fly the Tardis," the Doctor said. "Three hands will fly smoother than one."

He went to the door and opened it for the shock of his regeneration. A boy with white hair and clear blue eyes hung down from the roof, a goofy grin on his face.

"Cool magic trick," he said.

The Doctor slammed the door shut and turned around.

"Seriously, Skye?" Luke asked. "Talk about out of your league."

But Skye wasn't there. She slipped behind the Doctor and ran out the door.

"Oh, here we go again," the Doctor muttered. He ran out after her. "Jack Frost, put her down!"

*in the Doctor Who book "The Stone Rose," a genetically engineered genie disguises himself as a goddess to survive in Ancient Rome. I highly recommend reading it, it was an excellent short story and I really wish they could have made it into an episode.


End file.
